Friday, August 21, 2020

Frederick Douglasss Speeches essays

Frederick Douglass' Speeches articles Frederick Douglass attempted to bring out a craving for Liberation among the African-American individuals in his compositions and speech. To numerous individuals, Douglass had all the earmarks of being the dark Moses, driving his kin to opportunity truly, yet intellectually and arriving by peaceful methods. Douglass accepted that in the event that he could effectively show that blacks were in truth equivalent to whites, he believed that thusly everybody would perceive this and shut down bondage. Frederick Douglass has risen as the delegate dark male essayist of his timespan. As is notable, Douglass, the child of a slave lady and a white slave driver, spent the initial segment of his life as a slave in Maryland, getting away to New Bedford, Massachusetts in 1838 (Levine 3).Fearing outlaw slave trackers, Douglass cruised to the British Isles, and when he returned in 1847, he set up the North Star, therefore starting a sixteen-year profession as a proofreader and distributer of three distinctive abolitionist papers. In this journalistic profession, he printed an extended adaptation of his collection of memoirs, My Bondage and My Freedom (1855), a book that enunciated a portion of the key principles of his papers moderation and the significance of seeking after dark rise in the United States. As a slave himself, Douglass in his individual typifies the conceivable outcomes of recovery. In My Bondage and My Freedom, Douglass flags his entrance into progressive convention. Furthermore, in this way he introduces himself in his life account as a national delegate, battling for its good and political standards as well as for the very progress that filled in as an establishment for the improvement of those standards. In this work, Douglass inferring that blacks, by following Douglasss agent model, can defeat what Douglass alludes to as the ten thousand demoralizations ... which best their reality, in this nation (Holland 58) he in any case ... <!

Tuesday, May 26, 2020

Definitions of College Admission Essay Examples about Yourself

Definitions of College Admission Essay Examples about Yourself Whatever They Told You About College Admission Essay Examples about Yourself Is Dead Wrong...And Here's Why An excellent college essay introduction is essential to making your essay stand out, so there's a great deal of pressure to receive it exactly perfect. There's not any reason to rush your essay. There are lots of steps which you can follow to make sure your essay prompts are answered in the best way possible. Our admission essay examples can prove that we're here in order to provide simply the very best assistance to assure you which you submit an application essay you can be confident in. Individual schools sometimes require supplemental essays. As you are interested in getting the essay to communicate the very best information about you, you have to do thorough preparation for the sample college admission essays to attain its purposes. Possessing a very clear and structured plan is the foundation for any great bit of writing, and a college essay is the same. Higher education isn't about memorizing the most suitable facts it's about figuring out how to learn. The large part of the essay employs standard English and English grammar. Take into consideration the piles and stacks of essays that you may have to read. Thus, essays have come to become an inseparable part of academics. You're going to write one of the most essential essays of your life. The Unusual Secret of College Admission Essay Examples about Yourself You're able to easily depend on us to find essay help as we have a tendency to assist and guide the students with the aid of our professional experts. If you've already graduated from college or university and are looking for a fantastic job, you want to get a persuasive resume to impress your future employer. Although each facet of your college application is essential, a strong college admission essay is just one of the most essential elements of the application. One of the most difficult elements of college life is finances. Aside from having an exceptional SAT score, you would need to develop the best college essay. The admissions teams are interested in finding authenticity and caliber of thinking. Simply speaking, college forced me to learn to learn. Whenever you have the last score that you're pleased with, after that you can send only that score to all of your schools. Ok, I Think I Understand College Admission Essay Examples about Yourself, Now Tell Me About College Admission Essay Examples about Yourself! If you're beginning to feel frustrated or overwhelmed by your essay, take a rest and do something different. The essay is the initial impression and very possibly the only time you'll have the chance to provide an impression of who you are. The essays act as a glimpse into how your mind works, how you see the world and offers perspective. A strong essay can provide you the ideal opportunity to get in the school that you dream about. The essay doesn't have any grammatical errors, and a co uple of the short, punchy phrases reveal a high level of rhetorical sophistication. If do not have any idea what an essay depicting your person should include, you might get inspired by another individual. A brief sentence is utilised to produce the emotional resolution of the admission essay. Following your initial draft is finished, allow it to sit for no less than a day. So whenever you're composing an essay, you're harnessing the detailed might of civilization to your life. In both instances, you hit your target of greater reader engagement. Sometimes, deeper reflection can aid you in finding an even greater subject to write about than your very first impulse. The subject of the sentence always must be expressed. Selecting a college is among the how to compose a great application essay english critical decisions you could ever make. Tell our experts what sort of homework help on the internet you want to get. Download our free guide on the top five strategies you have to be using to boost your score. Instead, it's going to be useful that you inspect for common errors. You should think about your topic so you can fix your question like a puzzle. The reply is, you believe. To make sure that you will locate a complete answer to every question, we've got a support team that is always online.

Friday, May 15, 2020

Malincho Case Study Essay - 642 Words

Malincho Case Study The Timmons entrepreneurship is a model that considers opportunities teams and resources available to an entrepreneur and holds that success depends on the ability of the entrepreneur to balance these critical factors. When applying the first part of the Timmons model to the Malincho case, Kalin got the idea of importing feta cheese and selling it to fellow Bulgarians on the East coast of America who were hungry for a taste of home. Once he identified this opportunity, he set to work putting together the necessary resources to make his business a reality. He had to find a good supplier to order large quantaties of quality cheese and have it shipped to him. This also meant a lot of research on the U.S. Customs†¦show more content†¦He knew that some of his customers were hesitant to use credit cards because of scamming reasons, so he prided himself in making personal connections with his customers to earn his trust and eventually their business. There a re many concerns a potential investor would bring up to Kalin. The state of how the product arrives is a very important part. The first container he received was busted and in terrible shape. It took Kalin with the help of trusted friends to put the pieces back together again and make the product anew. This would be a serious problem because with all he money invested the product could arrive spoiled, not in the containers at all, or as it did the first time which was a huge mess. Another problem he ran into was not having a proper way of transporting his goods to various vendors. He rented trucks and went to these retailers who in turn street-style haggled with him. For one, he was so busy arguing trying to break even or make more people tried to take advantage of him. He didn’t have a sure fire way of distributing the product and because he was trying to cut down on cost of hiring others, he did it alone. He realized the truck rental alone would eat up 20% margins h e was struggling to uphold. Investors do not want to see you struggling to sell the product they put their moneyShow MoreRelatedMica Case Malincho Essay632 Words   |  3 PagesMICA Case Study: Malincho 1. Timmons Model of Entrepreneurial Process The Timmons model was developed by Jeffery Timmons to help entrepreneurs improve their odds of success. The model centres on that the entrepreneurship is opportunity driven. According to this model, first of all, it is the entrepreneur, who is the driving factor in launching a new company. Within the three components, the process starts with a market opportunity, where the size and type of opportunity will define the teamRead MoreMalincho Case1155 Words   |  5 Pages Malincho Case Study Analysis By: Faraz, Jadee and AmbreenProfessor: Tobar Byron Subject: International Strategic Management (BMI703) Date: 09/ 08/ 2014 Table of contents Executive summary the Problem/Opportunity the Organization’s current mission, goals and strategies the company s internal strengths and weakness (SWOT analysis) recommendation Selected recommendation Action Plan Implementation Conclusion Executive summary: Kalin is a Bulgarian entrepreneur. He tried toRead MoreBa470 Week 1 Assignment791 Words   |  4 PagesMalincho Case Study Kalin searched for an opportunity, and on finding it, shaped the opportunity into a high-potential venture by drawing up a team and gathering the required resources to start a business that capitalized on the opportunity. In the process of starting the business, he risked his career, personal cash flow and net worth. The Timmons model bases itself on the premise that Kalin will earn rewards in commensuration with the risk and effort involved in starting or financing the business

Wednesday, May 6, 2020

The Importance Of A Training Manual For People Who Adopt...

The purpose of this report is the RSPCA has assignment me to create a training manual to be given to people who adopt cats and dogs. The animal I’ve chosen to do for this task is a dog. The creation of this training manual requires a complete understanding of each theory and process of learning which includes providing an informative report with clear instructions for owners to use when training their new pets. The discussion focus on several mandatory elements required for the construction and development of a clear and precise report based on the aspects of a training manual for people who adopt a family pet. It outlines: - Background information on three theories and processes of learning: ïÆ'Ëœ Classical Conditioning ïÆ'Ëœ Operant Conditioning ïÆ'Ëœ Observational Conditioning - A step-by-step guide of how each theory of learning can be applied to allow a dog or cat to learn a desired behaviour - Conclusions about the effectiveness of each training method by referring to its strength and/or limitations In conclusion, a detailed understanding of the aspects of each theory and process of learning in the development of a training manual is highly important for the adoption and training of cats and dogs. The RSPCA has taken a lot of care in maintaining these aspects in order to succeed in people adopting cats and dogs. Classical Conditioning: Classical conditioning refers to the learning through association. It involves learning a new behavior through the process of associationShow MoreRelated Adoption of Animals Essay1808 Words   |  8 PagesAdoption of Animals Anyone, who visits an animal shelter, as I do, sees an extraordinary number of beautiful, affectionate, and desperate dogs and cats. The majority of animals in any particular shelter are dogs, usually adults, for whom there arent enough adoptive homes waiting. A few may have come from responsible breeders, whose owners do not realize that the breeder will take them back,many are those who are lost, and/or from owners who simply got tired of them. Some are pet shop puppiesRead MoreThe 7 Doors Model for Designing Evaluating Behaviour Change Programs13191 Words   |  53 PagesI asked, What it would take to get me to change my own behaviour? The model has been refined from responses in training workshops, consideration of cognitive theories of change; and the results of some formal empirical research that I conducted. 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(p. 96) T⠝‘ F⠝‘ Cocaine cravings in people addicted to cocaine have been linked to parts of the brain thatRead MoreLogical Reasoning189930 Words   |  760 Pagesindependent of subject matter. 2 This book does not emphasize philosophy over any other subject, and it is not a book about what you ought to believe about some subject. Although many scientific studies of decision-making have shown that people tend to sift sources of information looking to reinforce existing views rather than to accept the view that is backed up with the better argument, our course is designed to combat this tendency. 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Tuesday, May 5, 2020

Case Study Comparative Business Ethic & Social Responsibility

Question: Case Study: Comparative Business Ethics Social Responsibility. Answer: In present competitive businesses environment, corporate social responsibility has emerged as one of the most important factor that every organizations have to follow. According to Christensen, Mackey and Whetten (2014) social responsibility is a concept that induces organizations to concern about many other things apart from the revenue only. In fact, the social responsibilities have a major role in the businesses of the companies as well. As per the article by Sebhatu and Enquist (2014) organizations are a part of the society. Therefore, organizations have to consider about the well-being of the society in order to represent itself as one of the responsible members of the society. Otherwise, it can damage the image and reputation of the organizations. Starbucks regarded as one of the major coffee company of the entire world. The company established in the year of 1971. From the beginning of its businesses, Starbucks has able to gain huge popularity among its customers (Cha, Yi and Bagozzi 2015). It helps the organization to enhance its image among the customers. Therefore, Starbucks always remains very careful regarding the kind of affect any of its business strategy will have on the customers mind. Social responsibility is among those strategies that Starbucks consider very seriously. In many studies highlighted the fact that Starbucks is the global leaders in many of the key areas of social responsibilities (Elkington and Fisk 2014). Therefore, it has huge impact on the entire image and reputation of the company. Starbucks image includes organizations commitment to sustainability and ethics. The study highlighted the fact that Starbucks launched a website named shared planet to address ethics related issues. The prime aim of this website is to achieve environmental stewardship, ethical sourcing and greater community involvement. It illustrates the kind of emphasize that the company has provided on the social responsibility. The company also associated with number of nonprofit organizations in order to help needy people of the society. Hence, study evaluated the fact that the Starbucks is hugely concerned regarding its image on the society. According to Pearce and Doh (2012) in modern competitive business atmosphere, organizations tries to maintain its social responsibility not only to help the society to move forward but it also helps the organizations gain competitive advantage in the market. Since, maintaining social responsibility allows organizations to develop a strong reputation from it self. In addition, Starbucks is the largest buyer of Fair Trade Certificate coffee (Korschun, Bhattacharya and Swain 2014). Therefore, the company has able generate huge amount of reputation for the company due to many years of good work. Thus, it is obvious that the company will try everything to maintain its reputation and image within the society in which they are doing businesses. Since, any negative impact on the social image or reputation can have major impact on the businesses of the company. As a result, it is obvious that Starbuck will try everything so that the company can able to maintain its reputation in the market. Another factor that keeps Starbucks concerned towards the social responsibility is the kind of potential negative impact it can have towards the company. As mentioned earlier, Starbucks has able to create huge reputation for it by performing its social responsibility to its fullest. For instance, Starbucks has collaborated with Paper Recovery Alliances to address the social issues related to the packaging of the products. As per the article by Scherer et al. (2016) waste that comes from the packaging of the products has not only created huge amount of negative impact on the environment of the society but also has induces government to spend huge amount of money so that people whom are living in the society can able to live a healthy life. However, as the amount of waste is keep increasing, it actually creating huge challenges for the company. Thus, waste management initiative taken by Starbucks has able to gain praise from all sector of the society. The study highlighted the fact that Starbucks makes almost 14.5 million loans to the poor farmers and planning to increase the amount to 20 million in 2015. In the year of 1998, Conservation International combined with Starbucks to promote sustainable agricultural practices. The company also developed many campaign for preventing deforestation. This highlighted the fact the concern of Starbucks on the overall development of the society. It also emphasizes the fact that Starbucks not only want to represent itself as one of the major coffee provider of the world but also want to represent itself as a responsible citizen of the society. Therefore, it is obvious the Starbucks will concern hugely on the social responsibility at the time of developing corporate strategy. Another important factor that induces the company to maintain social responsibilities in the workplace is because of the childhood experience of Howard Schultz, the CEO of Starbucks. As Howard experiences his father condition because of the unsympathetic behavior by the employer, Starbucks focus to provide all its employees an atmosphere in which they can able to work healthily. Traditionally, Starbucks has able to maintain proper ethics and social responsibility in order to maintain strong relationship with the employees as well as with the suppliers. Especially, Starbucks has commendable relationship with the small size coffee suppliers. Since, Starbucks is the most popular organization in the coffee industry. Therefore, it can easily able to collect raw materials from the top most raw materials of the world but the company believes in providing all other suppliers the opportunity so that they can able to grow in the market. Starbucks Coffee and Farmer Equity Practices highlighted the social practices at the time of collecting raw materials from the farmers. Starbucks comparatively pay higher prices to the farmers in order to help them and their families to lead a healthy life. As opined by Eteokleous, Leonidou and Katsikeas (2016) Starbucks believes that in the theory of People first and profit last. Therefore, the organizations always keen to implement strategies that will help the organization to develop strong relationship with both internal as well as external stakeholders. Thus, all the strategies of Starbucks developed in such a way that it not only helps the company to gain profit but also induce them to perform all its social responsibility carefully. The study highlighted that Starbucks is one of the top most organizations regarding the kind of benefits that the organizations provide to all its employees. As mentioned earlier, Howard Schultz has faced lack of money at the time of growing up. Since, his father was treated unsympathetically by an organization and does not provide them the necessary health benefits that every individual expected to have at the workplace. As a result, Starbucks was developed with believe that every organization should value all their employees. The childhood experience also induces Howard Schultz to make sure that none of the employees from Starbucks will have to face situation that his father had to face. Thus, the company always put huge amount of focus to ensure every employees of the organization can actually able to receive high benefits level so that they can able to lead a healthier and happy life (Hill, Jones and Schilling 2014). This highlighted the unique perspective of the Starbucks as com pared to any other organization. According to Orlitzky (2013) the company has its unique way of treating all its employees. Since, the company offer arrangement of benefits to all the employees that are completely unheard of for coffee shop organization. Especially, Starbucks has paid huge amount of benefits to all its employees regarding their health, which very few organizations in the world will even think to consider. The corporate strategy of Starbuck focus on to create a healthy and friendly job environment in which every employees can able to share their believes and thoughts. According to Rothaermel (2015) one of the key to the success of any organization is to develop an atmosphere and job environment that can increase the satisfaction level of the employees. Now, as mentioned earlier, Starbucks is one of the few companies in the world that provide high level of benefits to all its employees. Therefore, the company has able to develop a workforce whom is highly motivated towards their work. Thus, it allows Starbucks to operate to the maximum level of efficiency. This helps the organization to achieve a high profit level. As a result, Starbucks has able to provide the high level of benefits to all its employees. However, the study highlighted the fact that Starbucks is so concerned about the health level of its employees that it can even ready to cut short the businesses of the company. For instance, the company closed almost 10% of its stores in the year of 2008 so that it can able to provide the same level of health insurance to all its employees. This emphasizes how concerned Starbucks is for their employees. As per the article by Scherer, Palazzo and Trittin (2015) in this challenging business environment, everyone is trying to implement any strategy that have the potential to increase the present level of revenue for the company whereas Starbucks actually cutting its business opportunities so that it can able to provide high level of benefits to the employees. Thus, the company is unique not only in providing high level of benefits to the employees but also unique in terms of the mindset of conducting business. Hence, this unique mindset in conducting businesses has great roles in provi ding high level of benefits to the employees. However, as per the article by Park, Lee and Kim (2014) revenue level also has huge amount of impact on the provided benefits to employees. Since, the company has able to gain huge amount of popularity in all over the world. It increases the revenue level of the company. This allows organization to provide this amount of benefits. The quality of products provided by Starbucks has able to increase the satisfaction level of the customers. This also helps the company to emerge as one the most popular brands of the world. Particularly, at the time of economic crisis, the company has able to restructure its strategy effectively. For instance, Starbucks upgrades its coffee brewing machines, introduced new items at a relatively low price and refocusing in its core product has able to attract customers all over the world. Therefore, the revenue level of the company remains almost unaffected. This also allows the organization to spend for the well-being of the employees (Chandler and Werther Jr 2013). Starbucks also focuses immensely on the present level of services in order to increase the satisfaction level of the customers. As a result, it able to attracts people from all parts of the world, which induces the company to provide high level of benefits to each of its employees. According to Green and Peloza (2014) ethical and social responsibility has major impact on the businesses of the company. Specifically in the present competitive business environment, every organization is trying to implement strategies that will help the organization to gain competitive advantage in the market. Thus, maintaining social responsibility helps organizations to develop a strong reputation for them. As a result, more and more customers get attracted to the product and service offering of the company. In addition, the study highlighted that Starbucks is one of the top most organizations of the world that perform all necessary social responsibilities very carefully (Vallaster, Lindgreen and Maon 2012). This helps the organization to get close to its customer, as performing social responsibility helps to develop a emotional relationship with individuals from the society. Thus, maintaining social responsibility and business ethics does helps Starbucks to gain competitive adva ntage in the market. The study mentioned that Starbucks has always able to move one step ahead with its innovative thought process which allow the company to gain popularity in the market. For instance, Starbucks has developed environmental mission statement in the year of 1992 that way before the concept of go green adopted in the market by other organization (Green and Peloza 2015). By the statement Starbucks focuses on to minimizes the waste and also looks to recycle it so that it had minimum negative impact on the environment. Therefore, Starbucks tries to offer plastic cups with different sizes at a price $1. Since, the cups can be reused to at least 30 times, which will minimize disposal of around 4 billion cups from the entire world. Hence, it can potentially have major positive impact on the environment. Another major ethical factor that has played important role in developing popularity for the company is the way the company has treated all its employees. As mentioned earlier, Starbuck believe in People first, profit last policy (Caruana and Chatzidakis 2014). Therefore, it always focuses on to providing the best possible benefits to the employees so that all the employees of the organization can able to live a healthy and happy life. In fact, the company is so concerned with the well-being of the employees; it is ready to cut its profit to a great extent. As opined by Mallory and Rupp (2014) ethical practices in business will primarily have to focus on the perspectives of people such as employees, customers and suppliers associated with the business. In this case study, it was mentioned that Starbucks has able to develop a strong relationship with all its stakeholders from the beginning of the business with its unique thought process. For instance, practices like closing 10% of sto res of the company just to ensure that the benefit level of the employees don not get affected is just something else, as many other well known company will take the other option of cutting the number of employees so that the profit level of the company remains in a satisfactory level. On the other hand, the study also mentioned that Starbucks has shown great commitment to its entire supplier to help them to grow in their businesses. The study also mentioned that Starbucks consciously tried to provide high prices to the farmers so that they can able to live a healthy life. It also provided almost $70 million loans to support farmers so that they can able to live a healthy life. Starbucks also tried to engages with different size of suppliers so that the entire coffee businesses can able to grow together. As per the article by Drumwright and Murphy (2014), Starbucks has been considered as one of the top organizations in the world regarding the maintenance of ethical practices. The co mpany also has invested huge amount of money in the development of the health clinics and schools so that the society can able to grow efficiently. As a result, the company has able to gain huge amount of popularity among the people all across the world. This has major impact on the businesses of Starbucks. Hence, it can be said that the ethical and social responsibility practices does have major influence on the businesses of Starbucks. On the other hand, Starbucks has also provided high quality product and services in order to gain the popularity among the people all over the world. It also has able to introduce new product offering so that it can able to keep all the customers associated with the organization. The company also has put in huge amount of effort to ensure that the quality of the products can be remaining intact (Fontaine 2013). The study highlighted a case where Starbucks enlisted around 1000 customers for over the period of 1500 hours in order to make its new product flavor perfect. Thus, it enlightens the fact how conscious Starbucks is regarding to its quality of the product. The study also highlighted that Starbucks held the largest countrywide coffee testing in order to make sure that the company has able to provide the highest quality of products (Carroll, Primo and Richter 2016). Starbucks has also joined with Conservation International to make sure that the coffee beans that will used by the company is in the highest quality. It allows the company to deliver coffee of highest quality to attract major portion of the customer. Thus, it can be state that Starbucks product quality and variety of product offering has major impact on the businesses of the company. Another major aspect that Starbucks keep in mind is the customer satisfaction level at the time of visiting the shops of Starbucks. The management of the company believes that customers experience will have to be consistent in all the stores of Starbucks. Otherwise, the service level of the company will not able to achieve the desired amount of customer satisfaction level. The study mentioned that Starbucks replaces its coffee machines with the new high-tech ones so that the customers feel attracted towards the products of the company (Antonetti and Maklan 2014). In addition, Starbucks also introduced mobile payment apps namely Square Wallet to enables customer to pay without using credit or debit cards. This has created major impact on the satisfaction level of the customer. The study also mentioned that Starbucks also tried label the amount of calories each of their product has printed on its packaging so that health conscious customers can able to purchase the product of the compa ny much more freely (Ragas and Culp 2014). Starbucks also tried to provide e-Gifts to the customers to keep them happy and satisfied with the product and services of the company. In order to maintain a good environment, Starbucks has tried to implement three things. Firstly, the management circulated comment cards and mission statement to all new partners. Secondly, the company consciously tries to relate guiding principles it support. Thirdly, Starbucks developed a mission review system to evaluate it strategy with principle of the company. Thus, it highlighted the fact that the company has put in huge amount of effort to ensure that the companys environment remains in good order so that it can more focus on the customer needs and wants. Thus, it can be said that the success of Starbucks is a combined result of both the factors. As Starbucks has mange to implement both the factors top gain popularity in the market. References: Antonetti, P. and Maklan, S., 2014. An extended model of moral outrage at corporate social irresponsibility.Journal of Business Ethics, pp.1-16. Carroll, R.J., Primo, D.M. and Richter, B.K., 2016. Using item response theory to improve measurement in strategic management research: An application to corporate social responsibility.Strategic Management Journal,37(1), pp.66-85. Caruana, R. and Chatzidakis, A., 2014. Consumer social responsibility (CnSR): Toward a multi-level, multi-agent conceptualization of the other CSR.Journal of Business Ethics,121(4), pp.577-592. Cha, M.K., Yi, Y. and Bagozzi, R.P., 2015. Effects of Customer Participation in Corporate Social Responsibility (CSR) Programs on the CSR-Brand Fit and Brand Loyalty.Cornell Hospitality Quarterly, p.1938965515620679. Chandler, D. and Werther Jr, W.B., 2013.Strategic corporate social responsibility: Stakeholders, globalization, and sustainable value creation. Sage Publications. Christensen, L.J., Mackey, A. and Whetten, D., 2014. Taking responsibility for corporate social responsibility: The role of leaders in creating, implementing, sustaining, or avoiding socially responsible firm behaviors.The Academy of Management Perspectives,28(2), pp.164-178. Drumwright, M.E. and Murphy, P.E., 2014. Ethical Issues of Social Marketing and Persuasion.The Handbook of Persuasion and Social Marketing, p.175. Elkington, J. and Fisk, P., 2014. Crane A., and D. Matten (2010). Business Ethics: Managing Corporate Citizenship and Sustainability in the Age of Globalisation (Oxford, UK: Oxford University Press). An excellent entry-level textbook about the world of business ethics. This cov-ers the foundation of business ethics, applying understandings to each of.The Business Student's Guide to Sustainable Management: Principles and Practice, p.76. Eteokleous, P.P., Leonidou, L. and Katsikeas, C., 2016. Corporate social responsibility in international marketing: review, assessment, and future research.International Marketing Review,33(4). Fontaine, M., 2013. Corporate social responsibility and sustainability: the new bottom line?.International Journal of Business and Social Science,4(4). Green, T. and Peloza, J., 2014. How do consumers infer corporate social responsibility? The role of organisation size.Journal of Consumer Behaviour,13(4), pp.282-293. Green, T. and Peloza, J., 2015. How did the recession change the communication of corporate social responsibility activities?.Long Range Planning,48(2), pp.108-122. Hill, C., Jones, G. and Schilling, M., 2014.Strategic management: theory: an integrated approach. Cengage Learning. Korschun, D., Bhattacharya, C.B. and Swain, S.D., 2014. Corporate social responsibility, customer orientation, and the job performance of frontline employees.Journal of Marketing,78(3), pp.20-37. Mallory, D.B. and Rupp, D.E., 2014. Good Leadership: Using Corporate Social Responsibility to Enhance LeaderMember Exchange.The Oxford Handbook of Leader-Member Exchange. Orlitzky, M., 2013. Corporate social responsibility, noise, and stock market volatility.The Academy of Management Perspectives,27(3), pp.238-254. Park, J., Lee, H. and Kim, C., 2014. Corporate social responsibilities, consumer trust and corporate reputation: South Korean consumers' perspectives.Journal of Business Research,67(3), pp.295-302. Pearce, J.A. and Doh, J.P., 2012. The high impact of collaborative social initiatives.Sloan Management Review,46(2). Ragas, M.W. and Culp, R., 2014. Corporate Social Responsibility. InBusiness Essentials for Strategic Communicators(pp. 109-122). Palgrave Macmillan US. 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Tuesday, April 14, 2020

Crm in Hdfc Standards Life Insurance Essay Example

Crm in Hdfc Standards Life Insurance Essay CLAUSE 49 AN ANALYSIS 3RD Directors’ Leadership Programme Organised by Centre for Corporate Governance Indian Institute of Management, Calcutta December 14, 2007 Dilip Kumar Sen CLAUSE 49 OF LISTING AGREEMENT WITH STOCK EXCHANGES INTRODUCED BY SEBI WEF 1ST APRIL 2000 BASED ON BIRLA COMMITTEE RECOMMENDATIONS SIGNIFICANTLY REVISED FROM 1ST JANUARY 2006 BASED ON PROPOSALS OF MURTHY COMMITTEE- CLAUSE 49 OF LISTING AGREEMENT WHICH APPLIES TO ALL LISTED COMPANIES HAS BEEN ONE OF THE MOST TALKED ABOUT ISSUE. AFTER THE CLAUSE WAS FIRST INTRODUCED BASED ON THE PRACTICE FOLLOWED IN DEVELOPED COUNTRIES AND ALSO KEEPING IN MIND THE OECD PRINCIPLES ON CORPORATE GOVERNANCE THE CORPORATE WORLD HAS WITNESSED THE ENRON FIASCO AND THE ENACTMENT OF SARBANES OXLEY ACT IN THE USA . ARTHUR ANDERSEN THE AUDITORS OF ENRON WAS FOUND GUILTY BY THE US JURY ENRON IS JUST AN EXAMPLE – THERE WERE MANY OTHER LARGE CORPORATES WHERE INVESTIGATIONS HAD REVEALED HOW INFLATED EARNINGS WERE REPORTED AND HOW FINANCIAL REPORTINGS WERE MANIPULATED. SOX ACT WHICH IS CONSIDERED AS A TOUGH ACT AIMED TO PLUG THE LOOPHOLES AND REQUIRED THE CORPORATES TO STRICTLY FOLLOW THE REQUIREMENTS OF THE ACT. OUR CG REQUIREMENTS HAVE BEEN REVISED KEEPING IN MIND SOME OF THE PROVISIONS OF THE SOX ACT EVEN THOUGH WE ARE SOMEWHAT LENIENT . A FLAVOUR OF A FEW ONEROUS CLAUSES OF SOX ACT ARE: 1. Section 201- List of services outside the scope of Auditors – Auditors cannot provide services such as Book keeping, financial information system design/implementation, internal audit, actuarial , valuation, investment adviser, expert srervices unrelated to audit etc. we still do not have any such prohibition 2. SECTION 302- CEO/CFO CERTIFICATION OF FINANCIAL STATEMENTS and review of internal control system and its deficiencies This requirement has been incorporated in clause 49 but an important requirement i. e. evaluation of the effectiveness of internal control systems as of a date within 90 days prior to the reporting date has not been adopted. Als o in India CEO/CFO need to certify only annual financial statements and quarterly statements are still not required to be certified 3. We will write a custom essay sample on Crm in Hdfc Standards Life Insurance specifically for you for only $16.38 $13.9/page Order now We will write a custom essay sample on Crm in Hdfc Standards Life Insurance specifically for you FOR ONLY $16.38 $13.9/page Hire Writer We will write a custom essay sample on Crm in Hdfc Standards Life Insurance specifically for you FOR ONLY $16.38 $13.9/page Hire Writer Section 401- Financial statements are to be accurate and do not include incorrect statements or fail to include material information and in particular it should include off-balance sheet transactions/liabilities and obligations; 4. Section 404 – Management assessment of internal control- its adequacy and effectiveness – Auditors to report on efficiency of internal control structure and procedure for financial reporting 5. Section 406 – A code of ethics for senior financial officers 6. Section 409 – Real time disclosure on material changes in financial condition or operations- disclosure to be made in a manner easy to understand 7. Section 802- Penalties by way of fines and imprisonment upto 20 years for altering, falsifying, manipulating records/documents CERTAIN BASIC REALITIES ON CG 1. LEGISLATION/REGULATIONS PER SE CANNOT AND PERHAPS WILL NEVER BRING IN GOOD GOVERNANCE 2. CG IS ALWAYS A TOP DOWN PROCESS 3. ORGANISATION CULTURE AND THE MINDSET OF THE PERSONS AT THE HELM OF IT ARE KEY TO ACHIEVING EXCELLENCE IN CG 4. BOARD ROOMS ARE NOT MEANT TO BE PLACES WHERE ONLY GOOD NEWS ARE TO BE MENTIONED. IT IS IMPORTANT IN MY VIEW TO SHARE WITH THE BOARD ALL BAD NEWS AT THE EARLIEST OPPORTUNITY WITHOUT CREATING ANY PANIC 5. INDEPENDENCE OF A DIRECTOR CAN NEVER BE ENSURED BY LEGISLATION – WHAT MAY WORK IS PERIODICAL TRAINING AND EDUCATION OF DIRECTORS A DIRECTOR WHO OSSESSES AN INDEPENDENT MIND IS MOST LIKELY TO FUNCTION INDEPENDENTLY EVEN IF LEGALLY HE IS NOT INDEPENDENT –DO WE LOOK FOR A TECHNICALLY INDEPENDENT DIRECTOR WHILE FILLING IN A VACANCY ? WHY DOES POST ANY ACQUISITION WHEN BOARD IS RESTRUCTURED THE ERSTWHILE IDs ALSO STEP DOWN 6. ARE BOARDS SUPPOSED TO INTERVENE IN TIMES OF CRISIS ONLY? DECISIONS HOWSOEVER UNPLEASANT IF NOT TAKEN TIMELY WOULD ONLY ADD TO COST AS TIME REQUIRED FOR CORRECTIVE ACTIONS WILL BE LONGER ! 7. IN THE ERA OF CG ARE THE DAYS OF FRIENDLY AUDITORS ON THEIR WAY OUT ! DO WE WITNESS A CHANGE IN APPROACH AND ATTITUDE OF AUDITORS ? WHAT IS CG AND WHY DO WE NEED CORPORATE GOVERNANCE CORPORATE STRUCTURE 1. SEPARATION OF OWNERSHIP AND MANAGEMENT 2. COMPANY IS AN ARTIFICIAL PERSON IN THE EYE OF LAW AND CAN ACT ONLY THROUGH AGENTS 3. DIRECTORS OF A COMPANY ARE THEREFORE AGENTS FOR THE COMPANY 4. DIRECTORS OCCUPY A FIDUCIARY POSITION AND ARE EXPECTED TO ACT IN GOOD FAITH IN THE INTEREST OF THE COMPANY. 5. DIRECTORS ARE NOT TRUSTEES IN THE STRICT SENSE OF THE TERM THOUGH THEY MANAGE SHAREHOLDERS’ FUNDS THESE ARE SOME OF THE CARDINAL PRINCIPLES ON WHICH CORPORATES OPERATE. IN OUR COUNTRY WE ALSO FIND LARGE NUMBER OF CORPORATES MANAGED BY FOUNDING FAMILIES. THERE APPEARS TO BE AN IMPLICIT ACCEPTANCE THAT CORPORATE ENTITIES BELONG TO THE FOUNDING FAMILIES . EVEN WHEN THE SHAREHOLDING/VOTING POWER OF THE FOUNDERS IS LESS THAN ONE-THIRD OF PAID-UP CAPITAL THEY CONTROL THE BOARD AND MANAGEMENT. Clause 49 contains a series of Mandatory items and seven non mandatory items which are to be followed by Listed companies. Mandatory items include 1. Board composition – Definition of Independent director – Code of conduct for board members and senior management and affirmation of compliance thereof –Review of legal compliance –Disclosure of remuneration of non executive directors – restriction on membership of board committees – board to meet at least 4 times a year 2. Audit committee- Minimum 3 directors as members with two-third as IDs-All members to be financially literate and at least one member must have expertise on accounting or financial management –Chairman to be an ID-must meet at least 4 times a year has wide powers to investigate any matter and can obtain outside legal advice – Role of the committee and review of information by it 3. Subsidiary companies – One ID of holding company to be on the board of material non-listed Indian subsidiary – Audit committee of holding company to review financial statements of subsidiaries including investments made – board meeting minutes of subsidiary companies to be placed before the board of holding company. 4. Disclosures – Disclosures on Related Party transactions, Accounting treatment if different from what the Standard prescribes- Risk assessment and minimisation procedures – use of proceeds from public issues/rights /preferential issues – Remuneration of Directors –Management discussion and Analysis report – disclosure by Senior management to the board relating to their interest in all material commercial and financial transactions- disclosure to shareholders on particulars of directors seeking appointment/reappointment –quarterly results and presentation to analysts to be hosted on web site – to form a board committee under Chairmanship of a NED to redress shareholders grievances etc 5. CEO/CFO certification of annual financial statements 6. Quarterly report on compliance of CG norms to be submitted to SEs 7. Annual report to contain CG report as per prescribed format which is to be certified by Auditors NON MANDATORY ISSUES 1. MAINTENA NCE OF CHAIRMAN’S OFFICE 2. REMUNERATION COMMITTEE TO BE FORMED WITH ONLY NON-EXECUTIVE DIRECTORS AND CHAIRMAN OF THE COMMITTEE TO BE AN INDEPENDENT DIRECTOR 3. HALF YEARLY FINANCIAL RESULTS INCLUDING SUMMARY OF SIGNIFICANT EVENTS IN THE SIX MONTHS TO BE SENT TO ALL SHAREHOLDERS 4. Companies should move to a regime of unqualified audit report on financial statements 5. Companies may train its board members on business model of the company, its risk profile, responsibilities of directors and the best way to discharge them 6. Evaluation of performance of Board members – Peer group evaluation of performance of non executive directors could be the mechanism to determine whether to extend or continue the terms of appointment of non executive directors 7. Whistle Blower Policy – The company may establish a mechanism for its employees to report concerns about unethical behaviour, actual or suspected fraud, or violation of company’s Code of Conduct . The mechanism should provide adequate safeguards against victimisation of employees who avail the mechanism and also provide direct access to the Chairman of Audit committee in exceptional cases. WHAT THE GOVERNMENT HAS DONE SO FAR TO IMPROVE CG UNLIKE SOUTH EAST AND EAST ASIAN COUNTRIES THE DRIVE FOR BETTER CORPORATE GOVERNANCE AND DISCLOSURE IN INDIA DID NOT START BECAUSE OF ANY MAJOR FINANCIAL COLLAPSE. INITIAL DRIVE INDEED CAME AS A CONSEQUENCE OF LIBERALISATION AND GLOBALISATION OF THE ECONOMY AND THE ONSET OF INTERNATIONAL COMPETITION. NO DOUBT DEMANDS FOR BETTER NORMS ON CG WERE MADE FOLLOWING THE HARSHAD MEHTA SCAM, KETAN PARIKH SCAM, UTI SCAM, CR BHANSALI SCAM , VANISHING COMPANY SCAM , STAMP PAPER SCAM ETC. GOVERNMENT HAS REACTED STRONGLY BY PRESCRIBING MANY STRINGENT CG REQUIREMENTS BUT UNFORTUNATELY WE SEE A WIDE GAP BETWEEN PRESCRIPTION AND PRACTICE. GIVEN BELOW IS A LIST OF SOME OF THE ACTIONS THAT THE GOVERNMENT HAS ALREADY TAKEN 1. INCREASING VERY SUBSTANTIALLY THE POWERS AND FUNCTIONS OF SEBI INCLUDING RIGHT OF INSPECTION OF BOOKS AND RECORDS OF ANY LISTED COMPANY , POWER TO SUSPEND TRADING OF ANY SECURITY,POWER TO RESTRAIN ANY PERSON FROM ACCESSING THE SECURITIES MARKET,POWER TO CARRY OUT INVESTIGATION INTO THE AFFAIRS OF ANY PERSON OR MARKET INTERMEDIARY, ENORMOUS INCREASE IN THE AMOUNT OF PENALTY(MAX. PENALTY CAN NOW BE RS. 25 CRORES OR THREE TIMES THE PROFIT MADE ON SECURITIES TRANSACTIONS) ETC. SEBI HAS ALSO PRESCRIBED MANY REGULATIONS ON DISCLOSURE TAKEOVER, CODE OF CONDUCT ETC. 2. AMENDING THE COMPANIES ACT TO PROVIDE FOR ISSUES LIKE DIRECTORS RESPONSIBILITY STATEMENT, ADHERENCE TO ACCOUNTING STANDARDS, SETTING UP OF NATIONAL ADVISORY COMMITTEE ON ACCOUNTING STANDARDS, DIRECTORS DISQUALIFICATION UNDER CERTAIN CIRCUMSTANCES, MANDATORY REQUIREMENT OF AUDIT COMMITTEE FOR PUBLIC COMPANIES WITH PAID UP CAPITAL OF RS. 5 CRORES OR MORE, PASSING OF CERTAIN RESOLUTIONS ONLY THROUGH POSTAL BALLOTS ETC. 3. INCREASING THE SITTING FEES OF NON EXECUTIVE DIRECTORS 4. SETTING UP OF NARESH CHANDRA COMMITTEE TO ANALYSE AND RECOMMEND CHANGES RELATING TO ISSUES LIKE AUDITOR-COMPANY RELATIONSHIP, ROTATION OF AUDITORS,RESTRICTION ON NON-AUDIT SERVICES, INDEPENDENCE OF AUDIT FUNCTION, ROLE OF INDEPENDENT DIRECTORS, CERTIFICATION OF ACCOUNTS BY CEO/CFO, SETTING UP OF AN INDEPENDENT REGULATOR LIKE PUBLIC COMPANY ACCOUNTING OVERSIGHT BOARD ETC. 5. SETTING UP OF KUMARMANGALAM BIRLA COMMITTEE BASED ON WHICH CG NORMS WERE INTRODUCED IN THE LISTING AGREEMENT 6. SETTING UP OF IRANI COMMITTEE FOR RECOMMENDING A THOROUGH REVIEW OF THE COMPANIES ACT 1956 7. SETTING UP OF MURTHY COMMITTEE TO REVIEW THE EXISTING CLAUSE 49 OF LISTING AGREEMENT AND SUGGEST CHANGES 8. DISCLOSURE THROUGH WEBSITE THE QUARTERLY FINANCIAL RESULTS, CORPORATE GOVERNANCE REPORT, SHAREHOLDING PATTERN, ANNUAL REPORT, ANY PRESENTATION TO ANALYSTS ETC. 9. SETTING UP OF A COMMITTEE TO RECOMMEND CHANGES IN SCHEDULE VI TO THE COMPANIES ACT,1956 ON FORM AND CONTENT OF BALANCE SHEET AND PROFIT AND LOSS ACCOUNT 10. INTRODUCTION OF THE COMPANIES(AUDITORS REPORT) ORDER 2003 IN SUPERSESSION OF MAOCARO CARO REQUIRES THE AUDITOR TO MAKE VERY SPECIFIC COMMENTS IN THEIR REPORT ON ISSUES LIKE WHETHER FUNDS RAISED FOR SHORT TERM PURPOSES WERE USED FOR LONG TERM USE AND VICE VERSA,FAILURE TO MEET OBLIGATIONS UNDER LOAN AGREEMENT, FRAUD, WHETHER GUARANTEES GIVEN FOR BORROWINGS OF OTHER COMPANIES IS PREJUDICIAL TO THE INTEREST OF THE COMPANY ETC. 11. INTRODUCTION OF BENAMI TRANSACTIONS PROHIBITION ACT, PREVENTION OF MONEY LAUNDERING ACT ,TIGHTER REGULATIONS ON INSIDER TRADING AND REPEALING OF SICK INDUSTRIAL COMPANIES ACT. HISTORY WILL SHOW THAT SICA WAS USED BY UNSCRUPULOUS MANAGEMENT TO THEIR BENEFITINDUSTRIES BECOME SICK BUT INDUSTRIALISTS DO NOT BECOME SICK 12. RESERVE BANK OF INDIA HAS ALSO ISSUED GUIDELINES ON CORPORATE GOVERNANCE THAT THE BANKS ARE REQUIRED TO FOLLOW. SIMULTANEOUSLY APPLICATION OF ACCOUNTING STANDARDS , PRUDENTIAL NORMS ON INCOME RECOGNITION AND PROVISIONING , CAPITAL ADEQUACY NORM, NORM ON NPA ETC HAVE ALSO BEEN PRESCRIBED. 13. DECISION TO SET UP SERIOUS FRAUDS INVESTIGATION OFFICE UNDER DCA. 14. SETTING UP OF NATIONAL FOUNDATION ON CORPORATE GOVERNANCE GOING FORWARD WE EXPECT THAT THE GOVT. WILL SOON PROPOSE MAJOR AMENDMENTS TO THE COMPANIES ACT BASED ON REPORTS OF NARESH CHANDRA COMMITTEE , JPC ON SECURITIES SCAM AIMED AT INCORPORATING PROVISIONS RELATING TO INDEPENDENCE OF AUDITORS AND CORPORATE GOVERNANCE AND IRANI COMMITTEE ON COMPANIES ACT CLAUSE 49 IS ALSO LIKELY TO BE FURTHER MODIFIED SO THAT THERE IS GREATER DISCLOSURES, EASIER AVAILABILITY OF UPTODATE INFORMATION, SUBMISSION OF MUCH WIDER INFORMATION TO THE BOARD WHAT DO WE SEE IN REAL LIFE IT IS HOWEVER DIFFICULT TO COMMENT WHETHER ANY SIGNIFICANT CHANGE IN THE MANNER IN WHICH BOARDS FUNCTION HAS ALSO TAKEN PLACE. WE HAVE HOWEVER COMPANIES WHO VOLUNTARILY BENCHMARK THEIR CG PRACTICES WITH INTERNATIONAL BEST PRACTICES. THE ANNUAL REPORT OF A LEADING IT COMPANY NOT ONLY SPECIFIES COMPLIANCE WITH THE CG NORMS APPLICABLE TO AN INDIAN LISTED COMPANY BUT CONFIRMS COMPLIANCE WITH THE UN GLOBAL COMPACT PROGRAMME . IT ALSO PROVIDES SEPARATE CG REPORT FOR SIX MAJOR GEOGRAPHIES WHERE IT HAS BUSINESS INTERESTS. BUT SUCH COMPANIES ARE VERY FEW IN NUMBER. IN MY VIEW THE MOST IMPORTANT ISSUE ON GOVERNANCE IS A CHANGE OF MINDSET AND ATTITUDE. DO WE EXAMINE EVERY MAJOR DECISION FROM THE GOVERNANCE POINT OF VIEW ? EXCELLENCE IN CORPORATE GOVERNANCE CANNOT BE EXPECTED TO BE ACHIEVED OVERNIGHT AS THE PREREQUISITE IS CHANGE OF MINDSET AND ORGANISATION CULTURE BOTH OF WHICH TAKES TIME. WITHOUT THAT CG COMPLIANCE WILL REMAIN A BOX TICKING EXERCISE. WE ARE ALREADY AHEAD OF MANY OTHER COUNTRIES IN SO FAR AS REGULATIONS ON CG ARE CONCERNED. I HAVE NO DOUBT THAT IN THE COURSE OF NEXT FEW YEARS OUR STANDARD OF CORPORATE GOVERNANCE WILL IMPROVE AND HOPEFULLY IMPROVE SIGNIFICANTLY. HAVE WE CHANGED ENOUGH ON CG IN OUR COUNTRY THERE ARE COMPANIES WHERE THE CG PRACTICES GO WELL BEYOND THE REQUIREMENTS OF LISTING AGREEMENT. SOME COMPANIES VOLUNTARILY BENCHMARK THEIR STANDARD OF CG PRACTICES WITH INTERNATIONAL BEST PRACTICES. WE HAVE ONE OF THE MOST ROBUST CG NORMS FAR BETTER THAN MOST OTHER COUNTRIES. BUT IF REGULATORY REQUIREMENTS OR LEGAL PROVISIONS ALONE COULD BRING ABOUT THE DESIRED CHANGE INDIA WOULD HAVE BEEN FAR AHEAD OF OTHER COUNTRIES AS WE ARE ONE OF THE MOST LEGISLATED COUNTRY IN THE WORLD. SIMULTANEOUSLY WE ALSO FIND THAT ACCORDING TO A STUDY OF TRANSPARENCY INTERNATIONAL INDIA’S RANKING IN CORRUPTION INDEX IS NOT SHOWING SIGNS OF ANY MAJOR IMPROVEMENT. INDIA’S RANKING ON CORRUPTION INDEX UNFORTUNATELY CONTINUES TO REMAIN VERY POOR THIS MAY HAVE LOT TO DO WITH OUR PUBLIC GOVERNANCE SYSTEM WHICH IF NOT ANYTHING IS WEAK. WE HAVE VERY LARGE NUMBER OF VANISHING COMPANIES WHO ARE NOT TRACEABLE AFTER RAISING LARGE SUMS OF MONIES THROUGH PUBLIC OFFERINGS. OUR COMMERCIAL BANKS STILL CARRY VERY LARGE AMOUNT OF WHAT IS KNOWN AS NON-PERFORMING ASSETS. WE DO NOT SEEM TO HAVE AN EFFECTIVE SYSTEM OF IMPLEMENTATION OF THE REGULATIONS. UNLESS CORRUPT PRACTICES ARE EFFECTIVELY PUNISHED THERE WILL NOT BE PROPER ENCOURAGEMENT OF GOOD CORPORATE BEHAVIOUR. I BELIEVE THAT IN OUR COUNTRY FEAR OF PUNISHMENT ACTS WELL TOWARDS BETTER COMPLIANCE. IF NO ATTEMPT IS MADE TO DETECT THE VIOLATORS AND EVEN IF DETECTED THEY CAN GET AWAY REGULATIONS ON CG WILL REMAIN IN STATUTE BOOKS ONLY. ANOTHER ASPECT WHICH COULD WORK WELL IS PEER PRESSURE AMONG THE DIRECTORS. SHOULD CEOS BE EVER ALLOWED TO TAKE THE BOARD FOR GRANTED WHICH HAPPENS WHEN THERE IS INADEQUATE PARTICIPATION OR PRESSURE FROM OTHER BOARD MEMBERS PERHAPS MORE SO WHEN THE BOTTOM LINE IS SATISFACTORY ! OURS IS INDEED AN AMAZING COUNTRY ON THE ONE HAND WE HAVE PEOPLE LIKE LATE SATYENDRA DUBEY WHO LAID DOWN HIS LIFE TO PREVENT CORRUPTION ON THE OTHER HAND WE SEE INNOVATIVE SCAMSTARS WHO IDENTIFY FAULTS AND LOOPHOLES IN THE SYSTEMS AND TAKE ADVANTAGE OF THE SAME. BY THE TIME THE AUTHORITIES PLUG THE LOOPHOLES MANY SMALL AND UNSUSPECTING INVESTORS’ HARD EARNED MONEY WOULD HAVE VANISHED. AS MENTIONED EARLIER WE DO NOT HAVE ANY DEARTH OF REGULATIONS BUT PERHAPS WE LACK IN IMPLEMENTATION. ONCE THE AUTHORITIES START FOCUSSING ON IMPLEMENTATION ONE CAN EXPECT MAJOR CHANGES. VERY RECENTLY SEBI CHAIRMAN HAS OBSERVED THAT WE DO NOT NEED PEOPLE JUST TO GRACE THE BOARD – WE NEED TO SEE HOW THEY ADD VALUE TO THE BOARD. DOES FILMSTARS OR CRICKETERS ON THE BOARD ADD VALUE ? IN ALL THESE REPORTS OF VARIOUS COMMITTEES IT APPEARS THAT A KEY ISSUE HAS NOT BEEN DISCUSSED. NOWHERE ONE FINDS A DISCUSSION ON HOW A PERSON COMES TO HOLD THE POSITION OF A NONEXECUTIVE DIRECTOR OF A COMPANY. IN THE CONTEXT OF OUR COUNTRY WHERE THE POSITION OF A NONEXECUTIVE DIRECTOR IS CONSIDERED MORE AS A STATUS SYMBOL THAN A POSITION OF RESPONSIBILITY, I BELIEVE THAT A PERSON JOINS THE BOARD OF A COMPANY AS A NON-EXECUTIVE DIRECTOR UNDER ONE OR MORE OF THE FOLLOWING CIRCUMSTANCES: I)THE PERSON IS A FRIEND OF THE CHAIRMAN OR THE CEO; II)THE PERSON IS KNOWN TO THE CHAIRMAN/CEO THROUGH SOCIAL CIRCUIT OR OLD SCHOOL/COLLEGE CONNECTION OR GOLF OR OTHER CLUBS; INDEPENDENCE OF DIRECORS SEVERAL HIGH POWERED COMMITTEES HAVE CONSIDERED THIS ISSUE THOROUGHLY AND HAVE REPORTED ON IDs III)THE PERSON IS A PARTNER/SENIOR EXECUTIVE OF AN AUDIT/LEGAL OR CONSULTANCY FIRM WHICH PROVIDES AUDITING/LEGAL/CONSULTANCY SERVICES TO OTHER COMPANIES IN THE SAME GROUP ; IV)THE PERSON IS A RETIRED SENIOR GOVERNMENT OR PUBLIC SECTOR OFFICIAL AND HAD OCCASIONS TO INTERACT WITH THE CHAIRMAN/CEO DURING HIS/HER SERVICE PERIOD V)THE PERSON HAS BEEN RECOMMENDED BY ANOTHER FRIENDLY BUSINESS GROUP WHERE HE IS ALREADY A NONEXECUTIVE DIRECTOR VI)THE PERSON HAD EARLIER SERVED ON THE BOARD OF THE COMPANY AS A NOMINEE DIRECTOR AND HAD EARNED THE TRUST AND RESPECT OF THE CHAIRMAN/CEO DURING THAT PERIOD WHICH PROMPTED THE CHAIRMAN/CEO TO INVITE HIM TO JOIN THE BOARD POST HIS STINT AS NOMINEE DIRECTOR ; VII)THE PERSON IS A RETIRED SENIOR EXECUTIVE OF ANOTHER COMPANY IN THE SAME GROUP; VIII)THE PERSON IS AN ACADEMICIAN WHO HAD CONDUCTED SEMINARS AND CONFERENCES IN THE ORGANIZATION AND HAD CLOSELY INTERACTED WITH THE CEO ON MANY EARLIER OCCASIONS IX)THE PERSON POSSESSES TECHNICAL SKILLS/EXPERTISE ESSENTIAL FOR COMPANY’S BUSINESS AND THE COMPANY FREQUENTLY SEEKS HIS/HER ADVICE. WHILE THERE CAN ALWAYS BE SEVERAL OTHER REASONS FOR INDUCTING A PERSON ON THE BOARD OF A COMPANY, IN MY VIEW, TWO BASIC ISSUES ALWAYS APPEAR TO STANDOUT IN SELECTION OF A NON-EXECUTIVE DIRECTOR. THESE ARE THE PERSON MUST BE REASONABLY WELL-KNOWN TO THE CHAIRMAN/CEO AND/OR A PERSON OF REASONABLE EMINENCE; AND THE PERSON MUST, IN THE OPINION OF THE CHAIRMAN/CEO, BE TRUSTWORTHY. PRIOR RELATIONSHIP WITH CHAIRMAN/CEO IS NECESSARY TO BE INVITED TO JOIN THE BOARD NEEDLESS TO SAY THAT A PERSON JOINS THE BOARD BY INVITATION ONLY(EXCEPT FOR NOMINEE DIRECTORS). INVITATION TO JOIN THE BOARD CAN ONLY BE SENT TO THOSE PERSONS WHO ARE KNOWN TO THE CHAIRMAN/CEO AND WHOM THEY CAN TRUST. INDUCTING A DIRECTOR ON THE BOARD COULD OFTEN BE FAR LESS DIFFICULT THAN MAKING A DIRECTOR QUIT HIS BOARD POSITION. HENCE IT IS ONLY NATURAL TO EXERCISE CAUTION WHILE SELECTING A PERSON TO JOIN THE BOARD. ONE CANNOT EXPECT THAT JUST BECAUSE A PERSON IS EMINENT IN HIS/HER FIELD HE/SHE WOULD BE APPROACHED BY LEADING COMPANIES WHO HITHERTO HAD NO CONTACT WITH HIM/HER TO JOIN THEIR BOARDS. ONLY A NOMINEE DIRECTOR COULD BE AN EXCEPTION TO SUCH RULE. SEBI CHAIRMAN HAS REPORTED TO HAVE COMMENTED RECENTLY THAT SOME PEOPLE GET ON COMPANY BOARDS AND BECOME PERMANENT ENTITIES-MORE PERMANENT THAN THE FURNITURE IN THE BOARD ROOM. THIS IS A FUNDAMENTAL QUESTION AND ONE MAY RECALL THAT MURTHY COMMITTEE HAD INITIALLY RECOMMENDED THAT INDEPENDENT DIRECTORS SHOULD NOT HAVE A TENURE EXCEEDING NINE YEARS ON THE BOARD OF A COMPANY. THIS RECOMMENDATION NOW FINDS PLACE AS A NON MANDATORY PROVISION OF CLAUSE 49. INDEED OUR REGULATIONS IN CONTRAST TO UK’s REQUIREMENT DO NOT REQUIRE THE BOARD TO JUSTIFY WHY A PERSON IS CONSIDERED INDEPENDENT DIRECTOR EVEN WHEN THAT PERSON IS DIRECTOR OF THE COMPANY FOR MANY YEARS –SOMETIMES MORE THAN A DECADE. IT IS INDEED A MOOT QUESTION WHETHER LENGTH OF DIRECTORSHIP AFFECTS ONE’s INDEPENDENCE. IF YOU ARE AN INDEPENDENT DIRECTOR PLEASE CONSIDER A) IF AGENDA PAPERS WERE NOT RECEIVED WELL IN ADVANCE FOR YOU TO STUDY THEM IN SUFFICIENT DETAILS SHOULD YOU REFUSE TO ATTEND MEETINGS ? SHOULD YOU ASK CHAIRMAN TO SET A RULE THAT PLACING OF AGENDA NOTES AT THE MEETING SHOULD BE AVOIDED TO THE EXTENT POSSIBLE ? B ) HAVE YOU FAMILIARISED YOURSELF WITH THE BUSINESS MODEL OF THE COMPANY? ARE YOU AWARE WHERE COMPANY’S PLANTS ARE LOCATED AND WHAT PRODUCTS DO THEY MANUFACTURE? DO YOU KNOW WHAT ARE THE SWOT OF THE COMPANY? C ) HAVE YOU ENSURED THAT CONCERNS RAISED BY YOU AT MEETINGS ARE RECORDED IN THE MINUTES? IF NOT DID YOU TAKE UP THE ISSUE WITH THE CHAIRMAN WHEN IT FIRST OCCURRED? D)ARE YOU UP TO DATE ON YOUR KNOWLEDGE AND SKILL WITH REGARD TO COMPANY’S CG PRACTICES E ) DO YOU COME TO THE MEETINGS AFTER CAREFULLY GOING THROUGH THE AGENDA PAPERS F) DO YOU HESITATE TO ASK UNCOMFORTABLE QUESTIONS AT MEETINGS AS THAT COULD BE CONSTRUED AS BAD MANNERS MORE SO WHEN THE BOTTOM LINE IS HEALTHY? G) DO YOU CONSIDER DIRECTORSHIP AS A POSITION OF TRUST AND RESPONSIBILITY RATHER THAN A STATUS SYMBOL ? H) ARE YOU AWARE ABOUT THE RESPONSIBILITIES AND LIABILITIES OF A DIRECTOR UNDER THE COMPANIES ACT ? ARE YOU PREPARED TO RESIGN IF THE CONCERNS RAISED BY YOU ARE NOT ADDRESSED BY THE COMPANY J) DO YOU DISCUSS ANY OF YOUR CONCERNS WITH COMPANY EXECUTIVES OR OTHER NEDs BEFORE THE MEETING ? K) IF YOU ARE AN ID FOR MANY YEARS DO YOU THINK YOUR APPROACH AND ATTITUDE HAS CHANGED SINCE CG NORMS WERE PRESCRIBED ? I ? ) ii) supports executives in their leadership of the business According to the suggested best practices under the UK code an effective non-executive director i) upholds the highest ethical standards of integrity and probity hile monitoring their conduct; iii) questions intelligently , debates constructively, challenges rigorously and decides dispassionately iv) listens sensitively to the views of others , inside and outside the board; V) gains the trust and respect of other boa rd members; vi) promotes the highest standards of corporate governance and seeks compliance with the Code wherever possible Some of the significant points in the UK code on Board balance and independence are 1. Chairman and CEO should not be the same person 2. A CEO should not go on to become Chairman of the same company 3. Board should state its reasons for determining independence of a director 4. Every director should receive induction on joining the Board and should regularly update his skill and knowledge 5. Board should undertake a formal and rigorous evaluation of its own performance and that of its committees and individual directors on an annual basis 6. Any term beyond six years for a non-executive director should be subject to rigorous review and should take into account need for progressive refreshing of the Board 7. Serving more than nine years could be relevant for determining independence of a non-executive director 8. All directors should have access to independent professional advice at the company’s expense where they judge it necessary to discharge their responsibilities as directors. 9. No individual or small group of individuals should dominate Board’s decision making process 10. Directors should ensure that the concerns raised by them are recorded in the minutes 11. Board should appoint one of the independent non-executive directors as Senior Independent Director under whose leadership annual performance evaluation of Chairman should take place and who can be directly approached by shareholders for resolving any concern IT WILL BE NOTED THAT OUR REQUIREMENTS ARE MUCH LESS RIGOROUS. IN THE INDIAN CONTEXT HOW CAN ONE ENSURE THAT THE BOARD REMAINS EFFECTIVE? MY HUMBLE SUBMISSION IS THAT IT IS TRAINING AND UPGRADATION OF KNOWLEDGE OF THESE DIRECTORS WHICH CAN HAVE A MAJOR IMPACT ON BOARD ROOM CULTURE. THE SEBI COMMITTEE UNDER THE CHAIRMANSHIP OF MR NARAYANA MURTHY HAD RECOMMENDED TRAINING OF THE DIRECTORS IN THE BUSINESS MODEL OF THE COMPANY AS WELL AS THE RISK PROFILE OF THE BUSINESS INCLUDING THE RESPONSIBILITIES OF DIRECTORS AND HOW BEST THEY CAN DISCHARGE THEM. SEBI CHAIRMAN HAS RECENTLY MENTIONED THAT A SEPARATE MEETING OF INDEPENDENT DIRECTORS PRIOR TO THE BOARD MEETING COULD BE HELD SO THAT THE IDs AMONG THEM CAN DISCUSS FREELY ANY ISSUE IF THIS BECOMES MANDATORY IT IS UNLIKELY THAT CORPORATES WOULD WELCOME IT EVEN SOME NON MANDATORY ISSUES OF CLAUSE 49 SUCH AS EVALUATION OF PERFORMANCE OF BOARD MEMBERS OR TRAINING OF DIRECTORS ARE VERY CONTENTIOUS ISSUES AND SHOULD SEBI DECIDE TO MAKE THE NON MANDATORY ISSUES OF CLAUSE 49 MANDATORY MANY CORPORATES MAY FIND DIFFICULT TO COMPLY – THIS IS NOT ENTIRELY UNLIKELY AS NEARLY TWO YEARS HAVE ALREADY PASSED SINCE THESE NON MANDATORY ISSUES WERE INCLUDED IN CLAUSE 49 NOT CONSIDERING THE LONG PERIOD OF OVER TWO YEARS THAT SEBI HAD ALLOWED FOR INDIAN CORPORATES TO DIGEST AND ABSORB THE RECOMMENDATIONS OF MURTHY COMMITTEE MINIMUM INFORMATION TO BE PLACED BEFORE BOARD 1. ANNUAL BUDGETS AND ANY UPDATES 2. CAPITAL BUDGETS AND ANY UPDATES 3. QUARTERLY RESULTS FOR THE COMPANY AND ITS OPERATING DIVISIONS OR BUSINESS SEGMENTS 4. MINUTES OF AUDIT AND OTHER COMMITTEE MEETINGS 5. RECRUITMENT/REMUNERATION OF SENIOR OFFICERS JUST BELOW THE BOARD LEVEL INCLUDING APPTMT OR REMOVAL OF CFO AND CS 6. MATERIAL SHOW CAUSE/DEMAND/PROSECUTION NOTICES 7. FATAL/SERIOUS ACCIDENTS,MATERIAL EFFLUENT OR POLLUTION PROBLEMS 8. MATERIAL DEFAULT IN FINANCIAL OBLIGATIONS TO AND BY THE COMPANY OR SUBSTANTIAL NONPAYMENT FOR GOODS SOLD BY THE COMPANY 9. PUBLIC OR PRODUCT LIABILITY CLAIMS OF SUBSTANTIAL NATURE INCLUDING ANY JUDGEMENT OR ORDER WHICH MAY HAVE PASSED STRICTURES ON THE CONDUCT OF THE COMPANY OR TAKEN AN ADVERSE VIEW REGARDING ANOTHER ENTERPRISE THAT CAN HAVE NEGATIVE IMPLICATIONS ON THE COMPANY 10. JOINT VENTURES AND COLLABORATION AGREEMENT 11. TRANSACTIONS INVOLVING SUBSTANTIAL PAYMENT TOWARDS GOODWILL, BRAND EQUITY,OR INTELLECTUAL PROPERTY. 12. SALE OF A MATERIAL NATURE OF INVESTMENTS, SUBSIDIARIES, ASSETS WHICH ARE NOT IN THE NORMAL COURSE OF BUSINESS 13. SIGNIFICANT LABOUR PROBLEMS AND POSSIBLE SOLUTIONS. SIGNIFICANT DEVELOPMENTS IN HR/IR FRONT INCLUDING ANY WAGE AGREEMENT, VRS ETC. 14. QUARTERLY DETAILS OF FOREIGN EXCHANGE EXPOSURES AND STEPS TAKEN TO LIMIT RISKS OF ADVERSE EXCHANGE RATE MOVEMENT 15. NON COMPLIANCE OF ANY REGULATORY OR STATUTORY OBLIGATION OR LISTING REQUIREMENTS AND SHAREHOLDER SERVICE CEO/CFO CERTIFICATIONCERTIFY TO THE BOARD THAT- They have reviewed financial statements and cash flow statement for the year and to the best of his knowledge and belief – i) These statements do not contain any material untrue statement or omit any material fact or contain statements that might be misleading ii) These statements together present a true and fair view of the company’s affairs and are in compliance with This is a new requirement brought in by SEBI through amendment of Listing agreement and follows what SOX Act requires. By certifying to the Board in the manner prescribed the CEO and CFO are indeed shouldering responsibility about financial statements, internal control system and its effectiveness, accounting policy etc. While this certificate is a very big comfort for the Board for submitting Directors Responsibility Statement to the shareholders as required under the Companies Act it is no doubt necessary for the CEO and CFO to take a number of steps before they can issue such wide certificate to the Board Existing accounting standards, applicable laws regulations; iii) There are no transaction entered into by the company during the year which are fraudulent, illegal or violative of the company’s code of conduct; iv) They accept responsibility for establishing and maintaining internal control systems of the company and they have disclosed to the auditors and audit committee deficiencies in the design or operation of internal controls ,if any, of which they are aware and Some of these steps are Reviewing the internal control system in all parts of the company to identify deficiencies, if any; Periodical review of accounting policies in the light of accounting standards; Continuous updation of knowledge of accounting standards Obtaining back-up certificates from heads of Units/Departments on the same line as the certificate to the Board- this is particularly important for item (iii) and The steps they have taken or propose to take to rectify these deficiencies; v) They have indicated to the auditors and the Audit committee – Significant changes in internal control during the year Significant changes in accounting policies during the year and that the same has been disclosed in the notes to financial statements Instances of significant fraud of which they have become aware and the involvement Item (v) relating to fraud etc. Periodical review of internal control system of the company by an external expert for reassurance Taking actions on instances of lapses in internal controls, fraud, unethical or illegal actions of any employee –exemplary punishment in these matters could inculcate better compliance environment in the organisation reducing chances of fraud etc Therein ,if any, of the management or an employee having a significant role in the company’s internal control system. Regulations do not require bringing to the attention of the Board introduction of new accounting standards and its implications to the company. When financial statements are certified by a CEO he/she should have broad knowledge about how these statements are prepared and what are the main requirements of applicable accounting standards. It is hoped that this certification will enforce greater financial discipline in corporates. POINTS FOR CONSIDERATION OF CEOs BEFORE GIVING THE CERTIFICATE TO THE BOARD HAVE YOU GONE THROUGH THE FINANCIAL RESULTS IN SUFFICIENT DETAILS WITH THE CFO AND THE AUDITOR AND SATISFIED YOURSELF ABOUT ITS CORRECTNESS? DO YOU BELIEVE THAT PROFIT IS A DERIVED FIGURE BEING THE AMOUNT ARRIVED AT BY DEDUCTING COSTS FROM REVENUES OR YOU DECIDE ABOUT THE PROFIT FIGURE FIRST AND FIT IN REVENUES AND EXPENSES KEEPING THE DESIRED PROFIT UNCHANGED-HOW OFTEN DO YOU ASK YOUR CFO –’HOW MUCH PROFIT SHOULD WE SHOW’ HAVE YOU TRIED TO UNDERSTAND THE IMPLICATIONS OF ACCOUNTING STANDARDS ON YOUR COMPANY’S FINANCIAL STATEMENTS? HAVE YOU CAREFULLY NOTED THE COMMENTS OF AUDIT COMMITTEE ON THE FINANCIAL STATEMENTS AND ENSURED THAT APPROPRIATE CHANGES, IF ANY, HAVE BEEN MADE IN THE FINANCIAL STATEMENTS HAVE YOU DISCUSSED WITH THE STATUTORY AUDITORS SEPARATELY WITHOUT THE PRESENCE OF YOUR CFO ABOUT THE ANNUAL FINANCIAL STATEMENTS AND OBTAINED THEIR INDEPENDENT VIEWS ON THE FINANCIAL STATEMENTS HAVE YOU PERIODICALLY REVIEWED THE EFFECTIVENESS OF INTERNAL CONTROL SYSTEM IN THE ORGANISATION AND HAVE TAKEN STEPS TO REMOVE ANY DEFICIENCY THAT MIGHT HAVE BEEN POINTED OUT? DO YOU MAKE YOUR OWN ESTIMATE OF PROFIT BASED ON REVENUES EARNED AND TRY TO RECONCILE ANY

Wednesday, March 11, 2020

The Spanish Conquest Essay Example

The Spanish Conquest Essay Example The Spanish Conquest Essay The Spanish Conquest Essay The Spanish conquest of the Aztecs in 1521, led by Hernando Cortes, was a landmark victory for the European settlers. Following the Spanish arrival in Mexico, a huge battle erupted between the army of Cortes and the Aztec people under the rule of Montezuma. The Aztecs are a tribe, according to their own legends, from Aztlan somewhere in the north of modern Mexico. A major part of their life was religion. A polytheistic people, they often practiced human sacrifice to please their gods . The Aztecs had good wealth from trading and heavy payments of tribute from conquered people. According to legend, the god Quetzalcoatl, characterized by light skin, red hair, and light eyes, was supposed to return to earth. This appearance is very similar to Hernando Cortez’s appearance, and why the Aztecs greeted the Spaniards with food, gold, and women one of them, known to the Spaniards as Dona Marina, becomes Cortes mistress and interpreter . In November 1519 when Cortes approaches Tenochtitlan, the capital of the Aztecs, his small force is augmented by 1000 Tlaxtalecs . But to the astonishment of the Spaniards, no force is needed. Cortes wasted no time in taking claim for god and King. He challenged the natives and entered Tenochtitlan, taking the Aztec leader, Montezuma, hostage which led to the Aztec uprising that culminated in La Noche Triste . The Spaniards had the advantage over the Aztecs in every way except for numbers. They had strange animals that the Aztecs had never seen before such as the horse, which they thought were connected to the Spaniards. The horses allowed the Spaniards to tower over the battling Aztecs giving them an advantage on spotting on coming attacks. The Spaniards also had guns, swords, cannons, and metal shields to protect their bodies . The Aztecs didn’t try to kill the Spaniards but instead tried to use them as sacrifices. They’d beat them with their wooden weapons or throw spears at them to injure them. Despite Cortes’s encountering a few setbacks, there was no contest, and he managed to subdue five million Aztecs with his tiny army. Not only did they beat the Aztecs in battle, the diseases syphilis and smallpox helped them by killing off half of the Aztecs . Aside from this negative aspect of the European discovery of the New World, the Spaniards had some positive effects on the native population. They introduced domestic animals like horses, sheep, cattle, and pigs to the American Continent. Furthermore, they brought sugar, and different kinds of grains and fruits with them.